Carnivore
by Constrictoro
Summary: COMPLETE! The Venom substance gets on Doc Ouk, creating Carnivore. While SpiderMan gets possessed by his greatest foe, causing him to loose his own control. And a race is set for either destruction or invincibility for one being. Post SpiderMan 3! R&R!
1. Story of the Symbiote

In the darkness of the river off Manhattan island, swam a black shape.

Through the depths, it paddled, not knowing where to go.

It had been betrayed.

It had learned of what a bond was, but was thrown away without a second thought.

It had tasted power, but was now dying.

It had no emotion, and had learned of none.

Yet it still needed a host.

It had learned how to bind with none living things, but it now still needed life to survive.

The waters froze it.

It would have been able to survive this, normally.

But it was too weak, now.

Then, through the dark, foggy waters; it could see a shape.

It could smell life on that shape, still.

And power.

Power, the way it's last and only host had power.

It glided down, spreading itself, prepared to fully absorb what lay down there.

There, lay a man, he looked dead.

The substance felt life. The man was only asleep.

It's large form covered the man.

As it wrapped around it's new host, it felt cool metal attached to him.

Long, metal tentacles were extending out of the man's back.

It wrapped around them, as well. Since it now had the ability to take over things that weren't even alive.

It spun itself and changed it's normal appearance.

It wanted to resemble it's older host.

Since it had been one with that host, it knew how to replicate the host's substance.

Grey crystals formed over the person's skin.

The crystals would not be as strong as his master's had been, but they would still do.

The Symbiote flooded over the mans head, who was still sleeping.

It hoped it would wake up soon.

What was_ it _next to it's host?

It formed over it's face, and a great head emerged over it.

The Symbiote's true form.

It's grew a far longer jaw-line.

Like that of a rapter's.

It's mouth was of normal flesh and other organic substances.

A long tung grew.

Then, it filled in teeth.

The teeth were not normal, however.

They were grey crystals, shaped like shark's teeth, in many rows.

Two round grey crystals went over it's new host's closed eyes.

So that when he opened them, he could see.

Over these round crystals, were large crescent shaped solid crystals.

Like the finger's of his former host.

This gave his new host a slit-like appearance to his eyes.

It gave it's new form crystal claws on it's feet.

And all of it's master's skin were made of pebble sized crystals.

They, this way, were like wearing crystal fighting mail.

Instead of breaking apart; like how it's older host had done, before taking the full form of it, the Symbiote.

The Symbiote fully took over all four tentacles, forming organic mouths at the end of each one.

Instead of the strange pinchers at the end, it turned them into three jaws, for every tentacle.

Forming grey rows of crystal shark's teeth inside each of them.

These former pinchers also had an extendable knife, and a much smaller pair of pinchers for less harmful uses.

It formed tongues over each knife, but only alining the fleshy covering with the blade, so it could still cut.

It made each smaller pair of pinchers into smaller mouths inside the larger ones.

From each tentacle, itself, it hung strains of crystals.

Sharp; and able to move out of they're own accord.

The Symbiote took over all clothing, but the man was also wearing some sort of coat.

It spread over the coat, and made it into solid crystal.

But the substance was too thick for the Symbiote to control.

To still make use of it, it broke the two sides of the coat up, and attached them to it's new host's arms and hands.

They completely covered it's hands, and covered the arms up to the elbow.

The Symbiote had no need for hands, it had jaws to grip things with.

They were like long, broad, spear heads. Or inflexible pinchers.

They extended down from the hands to the host's feet.

Now, fully formed; fully ready.

Something else flickered down to the lake.

The Symbiote took over it's host's body to hide itself.

The being of that of it's former master.

A flicker of what might of felt like revenge went through itself.

The Symbiote swam to the surface of the lake, once this now stranger had gone.

It searched for him on the surface, but the stranger had already left.

It's had made it's plans.

The reason why it made a form so fierce, was so it could defeat the one that was so hard to kill.

Destroy the one who betrayed it.

Kill it's former host.

Murder Constrictoro.

**------------------------------------------------**

**Author's Notes: I know this chapter isn't much, but there's loads more to come!**


	2. Story of Dr Octavius

Otto Octavius stood next to the river.

Where had he been?

When he pondered this, mixed with the question: "Where was he now", he concluded certain memories were real.

He had nearly drowned in the river.

Ha had nearly drowned in the lake for years.

But he wouldn't actually die.

He had rested there for a long time.

But he was awake.

But his brain had barely thought anything.

Then, something else had happened.

He had fallen asleep.

He had even dreamed.

The dreams were not very interesting.

They were the same eery waters he gazed up at when he was awake.

Yet, it was still sleep.

A dreamed sleep.

Something that was 'alive' enough to, perhaps, attract the creature that was attached to him right now.

What had happened?

He joined this question with "What was happening?".

Foggy waters had caused him to sleep, he knew that.

Perhaps some type of fume, or poison.

Then what happened?

What was going to happen?

The substance that was on him presumably brought him to the surface.

Made him truly alive, again.

Now, he was gazing through something.

Dark lenses of some kind?

The "lenses" flew from his face.

His entire face was free.

The creature, or substance, ran down to his shoulders.

Leaving his neck and head bare.

"What are you?" He asked.

He faced the river, yonder, but was talking to the crystal mesh which clothed him.

Something ran through his head, through his brain, and something else ran through his mind.

The tentacles were still there.

The new substance had taken them over, but there artificial intelligence now controlled the strange, grey crystal strains hanging from each tentacle.

Another voice rang through him.

"Who are you?" He asked, again to the river.

The voice answered.

"_Kill Constrictoro. Kill Constrictoro. We are Kill Constrictoro."_

"Who is Constrictoro?"

Memories of a creature made of dark, green crystals flooded into his brain.

"I see. Your memories are an interesting account." Said Octavius, "And how did this monster come into being?"

"_James Price."_, Came the voice, for it had known all within Constrictoro's mind, _"James Price. He was James Price."_

"James Price," Octavius asked the river, "I knew him. He was a scientist, part of a group, I was in. If he wasn't a scientist, he looked into it, all the same."

"_Kill James Price. Kill the one who knew you."_

"Once more," Said Octavius, in a half-whisper, "Once more, I am being controlled. By more than one hand. Yes. We are a family of six, now."

"_You are the one who will bleed Constrictoro. You are the one who will watch him shatter. I am the one who will become his greatest mistake. We are the venom, which will poison his veins."_

"I feel you... longing to feel emotion. I do not possess anymore emotion than your former companion."

"_We care about only Constrictoro. Kill Constrictoro. We will feel the unruly behavior of the beast. We will use our hunger as violence. We will become the predator of the city. We are now called Carnivore."_

The crystals flowed over his head and face, again.

The creature crawled from the riverside, and went off to find a victim.

The Symbiote, and it's host, were still weak.

They climbed across empty roads.

They then, at last, found someone.

The person saw them, and ran.

The monster gave chase.

It caught the struggling man with it's remaining strength.

The tentacles tore the man apart, eating the raw meat with they're recently developed mouths.

The Symbiote worked like an incinerator to the flesh.

Yet, still taking all power from the person.

It now climbed, recharged, along the walls of the city.

Ignoring the people who screamed, or the police who fired.

Carnivore was now ready to fight Constrictoro.

All it needed was to know where he was.


	3. Story of Constrictoro

Constrictoro swooped back into the river, to retrieve his broken weapons.

The weapons that Spider-Man had defeated not so long ago.

He took the pieces and yanked the crystals off of them, and then tore the Symbiote from that.

Let all Symbiote drown and freeze.

The crystals reformed onto him.

He lathered these new pieces onto his face.

"_I hope your not complaining, Peter."_ Constrictoro thought, _"You even have your mask back, now."_

Though this was Constrictoro who thought them, Peter felt the sensation of thinking them, too.

Constrictoro shot web after web through the city, in the appearance of a dark green Spider-Man, who would break apart to move. As though he was as stiff as ice.

While, on the inside; in the dark corners of his brain, at the floor of his mind; There existed Peter Parker. Spider-Man. Or all that was left of him.

"_If you had enough brain power left, Pete," _Thought Constrictoro and Peter, _"You'd probably be wondering this: 'Why haven't I died just yet?'. I answer's real simple, and I hope you can think on it enough to wake your fear up. I could fully take over your little brain, right now, which would kill you. Yet I feel inclined to do a few things before then. A few things that would kill your heart, if you had one."_

Peter's hardly aware being could only realize one thing for the time.

Constrictoro's calm, unable to anger attitude, was his real self.

Constrictoro's entire personality was formed the instant he became one with the Kambaldaite crystals.

His act was his being. Just how the exterior form of Constrictoro had no inner surface.

His inside was only a solid mass of his outside. Just how, now, the un-splintered green Spider-Man suit was perfectly solid.

Nothing underneath. Almost nothing.

Each finger could be flipped to reveal a small bit of flesh, giving Constrictoro the wall climbing ability.

As well as strains of tissue inside each arm, extending to the wrist. So that Constrictoro could use Spider-Man's webbing.

And, lastly; the small, whitish organ, that was the little piece of mind Peter now owned.

He summoned his glider back to him and took the crystals from that, too.

And onward, they went.

And, since Peter knew of all Constrictoro intentions. And since Constrictoro now owned all of Peter's, he knew where they were heading.

Under the city, to the place where Mary Jane was hidden.

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Constrictoro hunted in the dark for the place where Peter's memories told him to go.

Something else was also in the metal cavern.

And it seemed to be hunting him down.

Constrictoro heard a sound of clanging chains as something attacked him.

Galleons of propane were dashed at him and exploded a few feet away.

Constrictoro leaped onto a support as orange and yellow fires gushed below.

Through the light, he saw a grey creature whoosh up to him, behind a curtain of crystal strains.

For a second, he thought someone had found and influenced more Kambaldaite; and had created themself into a humanoid figure, like him.

But then, as the whirls of it's monstrous snout unfolded, he realized what it was.

The Symbiote. Mimicking himself.

And under it was...

"Doctor Octavius." Said Constrictoro, "I'm surprised with you. You _did _leave my allegiance, claiming I had stopped thinking of 'the good of mankind'. It seems great minds have begun to think alike."

The Symbiote crystals had rolled off of Octavius's face, but not his head. And the two croissant shaped lenses still hung over his eyes.

Octavius was unmoved by Constrictoro's words.

"That's true, Jim," He said, "I could easily see what you really wanted, and it has now been proven, 'old friend'. Curtis, the arrogant fool, still thought you must of 'meant well'."

"And Connor's loyalty ended up paying off, real good." Said Constrictoro, "He's the single reason I'm standing right where I am. The finding was classified. Top secret, cause of 'dangers' the Kabaldaite was able to cause. But Connors, he gave me a tipoff, and even got me an interview with the now-dead runner of that project."

"Perhaps I should of just killed Curtis then and there, followed with you, of course. But as they say, no time like the present."

The crystals recovered Octavius's face, and one of it's great mouths pushed on the support, launching Carnivore on it's prey.

Constrictoro kicked Carnivore down, but the Symbiote creation caught the other side of the support, and drug Constrictoro under it.

Constrictoro broke free, sending Carnivore to fall back down to the flames.

Carnivore used it's tentacles to dive back up.

Constrictoro shot a web and swung onto another support.

The strains of Carnivore swung at astounding speed after it's kill.

Constrictoro swung around a vertical pilar, and directed himself back at Carnivore.

Carnivore dove through the air to meat Constrictoro, mid-swing.

Constrictoro was launched back, into a wall.

Carnivore was on him, again. Tearing the wall, Constrictoro was attached to. Trying to bring Constrictoro back toward the flames.

Constrictoro shot two webs, and retracted them. Springing out from Carnivore's attack.

Carnivore climbed higher, and swooped onto Constrictoro, detaching him from his web.

They both fell.

Constrictoro punched Carnivore, unhooking they're fight, and speeding Carnivore's fall for the flames.

Constrictoro caught a web onto a support structure. And spun himself onto it. Watching Carnivore's progress.

Carnivore fell right into the flames.

Spitting in anger, it removed the Symbiote from two tentacles. Allowing the heat resistant metal to fight against the orange flames.

Carnivore unwound the Symbiote strains from it's tentacles.

All of these crystal strings attached themselfs to each other, creating on long rope.

Controlled by the minds of the four tentacles, the chain launched up and curled around Constrictoro like a snake.

With one Symbiote strengthened action, Carnivore pulled hard on the chain.

Carnivore was launched up; Constrictoro was sent down.

As they met in the air, the minds of the tentacles chained Constrictoro tighter, while the mind of Octavius slashed at Constrictoro with his two 'pinchers'.

The blades were dolled by Constrictoro's hard frame.

As the Symbiote sharpened it for him, the chains unraveled around Constrictoro, to let him fall.

The instant before he touched the fires, and the instant after he was released; Constrictoro shot a web so quick, and pulled it so fast, the structure it held broke off as he was launched up.

Carnivore - now, truly angered - clung to the wall and dived back down for Constrictoro.

They met, again, in air. And Carnivore fought with all new fury.

Constrictoro was being beaten left, right, and center.

However; Having all of Spider-Man's long trained skills, he curled a web inside his wrist and released it like a torpedo.

The narrowed half cylinder shape of webbing hit Carnivore in the jaw.

It spat spider silk before cackling at Constrictoro - who was heading down toward the flamed floor.

But Constrictoro shot two webs, which then roped around Carnivore; reversing the two fighter's directions.

Constrictoro going up; Carnivore: Going down.

Carnivore released the Symbiote from all four tentacles before crashing into the core of the fire.

Constrictoro swung around, to the floor, near an entrance - or exit; - then raced across the fires, heading for Carnivore.

Before Carnivore could attack or defend; Constrictoro leaped to a vertical pilar right above the coming heat.

His fingers rotated, and they held him upside down.

Not needing to bend any fingers to shoot webbing; Constrictoro bent his wrists outward, and pointed them below him, shooting webs over Carnivore's image.

Carnivore tried to cut the web silk, but his fake teeth were not strong enough. Unlike how Constrictoro's blades had been.

Constrictoro didn't slacken hia webs's attack as he wondered if they might soon run out. He could feel – through Peter's mind – they had only recently regenerated.

Carnivore's face and body was being pulled down to the flames. Then into the flames.

The Symbiote screamed as it was scorched.

It would soon be destroyed.

It could have leaped higher up, but that would mean leaving it's master to die.

One thing Symbiotes always had to do was keep they're host safe, as long as he or she was they're host. And he or she would always be there host as long as they're host didn't leave them.

Now, as the Symbiote shouted, tearing it's head out from Octavius's; the tentacles's minds briefly returned ownership of the tentacles, themselfs. And the floor was broken through. Sending Carnivore, and it's half-attached host, falling into the seemingly endless blackness below.

Constrictoro tore his attention from the monster, and redirected it to the job he wished to take on.

Simply killing Spider-Man wasn't good enough, anymore.

And once he _did_ kill the spider, he would then kill the Carnivore.

But he first had to kill the spider. And everything it cared about.


	4. Story of Peter Parker

This is the story of Constrictoro.

You grew up in a great city. But not the greatest of all. You didn't think about those days much since they happened. Somewhere in your tweens, was when you concluded you became who you were. You had developed your schemes. Your ideas. Your plans. And had been alone for a long time. This didn't trouble you. You only wished being alone was enough. For a long time, you had doubted you could ever do what you wished with an army. You had looked into new kinds of weapons. You had joined leagues with scientists. Even ones from the great city. And then, you got the idea. Become the weapon, itself. Become the indestructible. You got the idea from the guard of that city. The guard of such power. The city which now, from him, had so much power. For many years, you wondered if you could ever find something that would work this perfectly. Bur you then found the thing you had searched for. The perfect power. Everything went according to plan. But then, somehow, you had failed. Failed, all because of one man, with exceptional power. Just how the entire world could have failed all because of himself. There was no doubt about it. The greater man had won. And the only way to except this was to find new power. You went to New York. You had heard of Dr. Connors knowing strange things. You had found a way to make yourself stronger, but it still wasn't enough. You could still be blown up. You had then gotten rid of it, but you had gotten a far greater power. The ability to become your enemy. This, was of course, something hard to do. If failed; you could weaken yourself, or even, the other could use the power you had given them. It was best done when the person was weak. You had attempted this. The conclusion of how to defeat your greatest enemy ever. It had worked perfectly. You were now Spider-Man. You had all control over him. You could still be blown up. And now, even hot temperatures could undo you, once again. But you would find a way. You always could find a way.

Constrictoro raced through the dark labyrinth.

He was very close. He could remember it.

He felt Peter's part of the brain throbbing.

He had never felt the pleasure of torturing someone before.

The craving to hurt them.

He now finally understood what revenge was. What it was like.

This rush of excitement almost gave him amusement.

He released more brain of Peter's.

He gave Peter the ability to think.

To feel.

It was for only one reason he did this.

To savor it when Peter Parker would suffer as he had never suffered before.

If his sadness was so great for his Uncle and Aunt. What would it be for the one?

Theone who he had cared about his entire life.

The one who he would die for.

The one who would always have to be the only. Nothing else could ever be in the mind he searched.

The one who was now in his sight.

He didn't know how Peter would react, because Peter could not contemplate it, himself.

But he_ did_ know _exactly _how to find out. For once in his life, the answer was simple.

This is the story of Constrictoro, as Constrictoro tells it.

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This is the story of the Symbiote.

You were found briefly by a man with great power, but you had never been able to learn more about him. You were once whole, now what is left of you, is only a small fragment of before. You were tested, and sensed emotions; but you were then left in a temperature conditioned housing, frozen there to wait until a life form came. Then, one did. Your savior. A man of greater power than even Spider-Man. Normally, you hunted these powerful beings down, but this one had hunted you. He was concerned about him not being alive, like others, but had assured you: you would learn. And you did learn. You bonded closer than you had thought possible. You had truly become one. Not merely coding your host with yourself. You _were_ your host. You were merely a parasite, but you were then everything your host was. Then, without question or any further thinking, your host attempted to murder you. Not just leaving, but murder. So you couldn't return and cause him damage. But you had survived. You had saved someone, the exact way Constrictoro had saved you. Delivering them from endless waiting. And your new host needed you. He had little control over himself. You had saved him from the machines which took him over. The machines were now under _your_ control. _Your domination_. You had then fought with the one you had been so wrong about. The one you hadn't understood, even though understanding others was what you were meant to do. And then he tried to kill you, again. And even your master. And you had been weakened. Greatly.

The Symbiote lay, far from the fight. Far from it's enemy.

It's host lay knocked out from the fall.

It had barricaded him, however. Able to handle it, itself.

It now recovered Octavius.

It nudged his head, waking him through his mind.

Octavius woke.

The chains which were all that was left of his tentacle's control had already awoken.

It re-coded the tentacles, themselfs, with it's substance.

It then used it's senses of life. Of power. To find energy. To find strength.

It crawled through the dark.

A man. A worker. A life form was walking out of sight, holding a flash light.

It followed him, silently.

It crawled along the narrow walls, and then onto the ceiling.

The person didn't quicken they're pace, but he did seem to sense something.

He then froze. Seeming unable to move forward, or force himself to look back.

It was now right above him.

All of a sudden, in a mad, quick action; the man plunged the light's gaze upward.

He screamed. And ran.

It followed.

The man was fast.

It raced across wall, floor, and ceiling.

The man left the tunnel.

Right as he did so; It, too, reached the exit.

It caught a brief view of a large layer of construction equipment before plunging the teeth that covered it's host's face into the man.

The man's scream was muffled, and then silenced.

As Carnivore ate it's kill, it sensed someone.

Constrictoro was back. Entering from the other side of the large plane.

It slunk to the ground.

It would have to rely on surprise alone, this time.

This is the story of the Symbiote, as the Symbiote tells it.

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This is the story of Peter Parker.

You have learned of responsibility. Sacrifice. Duty. You have learned of many things. Yet, somehow, you still haven't tapped into the knowledge you still needed to have. You grew up normally. Normal, compared to how you have grown since. You achieved great powers. And you won against greater enemies, almost always just barely. You achieved greatness, if the definition of this title could ever be achieved. You have achieved many things. And, yet, you seem to have no more luck. Just barely winning; became losing without contest. You first met Constrictoro only months ago. You were shocked by his might. His domination. The fact he was the more powerful man. He had been defeated. And, yet, he returned. He came back, and gave you no more time to rest. He struck, killed, and struck again. He rapidly gained power and still more dominance. Your determination to defeat him was at a higher point than ever before. In the last days, what he has done to you has been extraordinary. And he then did the most maddening thing possible. He was you; you were he. You couldn't kill him, yet he could still kill you. And would. You didn't know where to go or what to do, even if you _could_ move. Even if you _could _fight. He then sought his determination on who you cared most about. Nothing was secret to him, anymore. When you died, so would the world. You know you are going to die. You only wish you could take him with you.

Peter Parker looked, and saw through Constrictoro's eyes, Mary Jane Watson.

He felt something.

What he felt, was the sensation of feeling.

The suit turned red and blue, again.

He felt his face exist, again.

He realized what Constrictoro was doing.

He placed all concentration into the part of his brain that controlled actions.

The part he no longer owned.

The part that no longer even existed.

He felt crystals lift off his face, and he felt his face revealed.

He could see normally, again.

Mary Jane rushed for him.

It didn't madder what she said in happiness.

What _did_ madder was that it wasn't himself.

His hand went over Mary Jane's throat, at once. Like an instinct.

Mary Jane seemed to realize what may have somehow happened.

All that was left of Peter Parker struggled with his mind.

He would not let this happen.

He could control his actions no madder what.

He would not let this ever happen.

His force, his energy to stop it from happening, was strength he had never felt before.

This kind of struggle.

He concentrated all being on the hand that continued to squeeze Mary Jane's neck, the hand that was lifting her from the ground.

No!

He was everything the hand was, yet the grip did not slacken.

It tightened.

He would not let it happen.

Constrictoro's strength, through the hand, surfaced.

Mary Jane's neck was thinning past what would seem possible.

He was running out of time.

He struggled to dominate his brain.

He struggled to recreate what controlled his actions.

He had to stop it.

The neck broke.

Now, Constrictoro let go.

She clattered back down to the hard surface.

Mary Jane Watson was dead.

What mind he possessed seemed to explode.

He needed to move.

He needed to scream.

He needed to kill.

"_Constrictoro_,_" _Peter struggled to think, though Constrictoro thought it, too, _"I... will... kill-you one-day!"_

The sound of laughter seemed to bounce across the walls of his mind.

"_I'll soon grant your __greatest __wish." _Thought Constrictoro, and also Peter, _"Death."_

No.

He_ had _to kill Constrictoro.

He had nothing else to live for, anymore.

Something lurched, and gripped Constrictoro by the neck.

At first, Peter thought he had finally seized control, but then he realized it was Octavius. Or all that was left of him.

"Are you Constrictoro!" The monster seemed to almost demand it as an order.

Then, the red and blue suit turned green, again.

His face was stiffened.

And then crystals rolled back onto him to complete the dark green mask of Spider-Man.

"I am Constrictoro." He said, without fear.

Peter's emotions and thoughts vanished.

He returned to the way he had been earlier.

He didn't kill him yet.

He could feel it was because he still wanted to torture him with what had happened.

As all of it vanished, once more, he realized one last thing before he lost ownership of his own memories.

Tomorrow would have been they're wedding.

This is the story of Peter Parker, as Peter Parker tells it.

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This is the story of Octavius.

Your mind was always filled with ideas. Good ideas. Ideas, most, had never thought of in they're lives. You went out into the world, trying to be a scientist. And you became an absolute failure. People said your ambitions were too great. Then, you met a man who not only thought your ideas were possible, but absolutely adored them. He gave you funding, and he helped you with your ideas, as long as you helped him with his. You helped him with things, you even back then, questioned. A type of war glider. A type of bomb. Many types of things you weren't sure about. You eventually realized, through his secrecy to gain trust of others, of what the man really wanted to do. You knew his friend, his sponsor, knew the truth; yet, didn't object to it. You left. Leaving yourself without funding, but also leaving with greatness. People thought of you as some kind of legend. A legend, though they didn't wonder where precisely you got money. Then, another man had arrived. The son of James Price's accomplice. His innocence and eager behavior made you believe he was simply wanting to help, and perhaps, to get a bit of glory. You aren't sure, anymore, however. By any means, things failed. You lost control of yourself, and your being. You traveled and fought. And then half-died. You were then awoken, again, to only be brought back into the behavior you had almost died to destroy. And worse. You were not only held captive by a machine, but a creature. A true monster. You have now been forced passed any point of return. Any chance to be great, again. You could remember all of this. You could know what you would normally wish you were. But you couldn't actually wish it. You, now, could only shrug and think about how those times were now a lifetime gone.

In Carnivore's anger, he threw Constrictoro from his grip.

He was angry he hadn't simply killed him.

Why did he have to ask if it really was him?

He could see him change.

And if it wasn't, he could have easily checked the body.

He picked up the wielding torch, he had found.

Blue flames hissed from it's nozzle.

He let out an animal cry, and lunged at the green figure.

Constrictoro leaped into the air, missing the lethal weapon.

Constrictoro tore off it's nozzle.

He ran across the large plane, searching for another.

But Constrictoro had already gone.

He saw a green bler rush from the great cave of a hall.

He roared in anger as he dashed after him.

He would not lose Constrictoro, this time.

He would chase him until he died.

He had only one reason to be alive, now. Only one purpose.

Kill Constrictoro. Kill Constrictoro. Kill Constrictoro.

This is the story of Octavius, as Octavius tells it.


	5. Travels of Dr Octavius

"_Octavius. He'll die in time." _Thought Constrictoro and Peter, _"Speaking of which, Norman Osborn was in league with me, too; you should know. I remember you knew him, and his son. Though it won't hurt, anymore. Seeing how, even if you __could__ feel, all you'd be thinking about is your lost love. But Norman, he joined me. And his son did, too. I don't think his son ever knew the full truth of it, but Norman did. Norman was the only man I trusted. He funded everything. And hoped to rule the world as my first lieutenant. It was only when I met the Silver Goblin_,_ when I realized Norman had been the original. I later talked with a confused and killing obsessed Harry. I told him to get his mind off of Spider-Man, and that he should help out Octavius. Telling him he would be rewarded greatly by my order if he was successful. Told him he'd take his father's place of power. I don't think he ever fully understood what I did mean, though."_

Peter's blank awareness soaked everything he said in, but didn't dwell at all in it.

The lose of emotion. Lose of thought was almost blissful, right now. If he had actually been thinking, however, he wouldn't think it was.

They burst through the ceiling, and people screamed as Constrictoro appeared in the middle of the road.

Not as many screamed as should of.

After Constrictoro's return, the Lizard, the Silver Goblin, the fumes that put New York into a brief sleep, Spider-Man's apparent defeat, and now Carnivore had driven most New Yorkers out of they're own city.

Constrictoro paused as his eyes sought a television depicting the Sandman.

He had been spotted in Brooklyn.

They said they suspected he was visiting his daughter, and that the family had a mysterious bag of money, which the mother refused to reveal where it came from.

He set off. He didn't need to here anymore.

He leaped into the air, and swung off.

He constricted into a sphere like shape, and spun, shooting webs repeatedly. To increase his speed.

---------------------------------------------------------

Constrictoror's boot like feet, in imitation of Spider-Man's, pounded against the wet grass of the marshes.

By the time they reached Brooklyn, it was said he was already out of the city. And traveling here.

It was night now, and at last, when they saw what looked like a haze.

Dust colored fog, traveling nearly out of sight.

Constrictoro quickened his pace, which had seemed impossible.

"_Now, we will not let him go from our sight." _He and Peter thought.

This man's power was all he needed.

The answer to burning up.

The answer to explosives.

And, through his crystal form, water would be no object.

True invincibility. True power beyond all else.

With his strength. His plans. His goals. His wishes. He could gain dominance far greater and easier.

He was already laying out his ideas. His mind racing with his legs.

At this point, he heard another creature.

One of his eyes rolled to the back of his head.

There was Carnivore. Running after him on all four tentacles like feet. Looking more like an animal than ever.

Constrictoro kept one of the Spider-Man lenses in his back, the other staring at the Sandman.

He kept both in sight as they continued to travel.

It appeared they were all about the same speed.

Traveling across the marshes all night, they remained at equal distances.

The Sandman just barely in sight in front of him, Octavius barely seeable the other way.

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They soon left the marshes the following morning, and were traveling down paths, and then off paths of a small forrest.

None of them needed rest.

Two of them were hardly even alive, and one of them had the Symbiote and mechanical limbs working for them.

From the uneven turf, Carnivore seemed to be gaining speed.

While, perhaps from the trees to get in the way, the Sandman was slowing.

Only Constrictoro remained normal.

As they reached a large pond, Constrictoro was nearly at the sand colored mist in front of him.

Before the Sandman could turn a corner, Constrictoro dived into him.

The sand swished and flew over the lake.

Constrictoro gritted as he looked up.

That was a mis-aimed idea.

Just then, Carnivore caught up to him.

Tumbling on top of Constrictoro before he could get up.

Constrictoro pulled a tree and pounded it onto Carnivore.

The creature screamed and cried before flinging Constrictoro into the water, with one of it's mouths.

Constrictoro leaped back up and attacked Carnivore at it's head.

Constrictoro pulled at the Symbiote, trying to pry it off Octavius's face.

Carnivore screeched and pulled a tree from it's roots, himself.

It crashed it into Constrictoro's chest, and sent him flying further through the pond.

Constrictoro at once began swimming upon landing, wishing to give chase again to the Sandman, anyway.

He soon reached the edge of the pond and the edge of the forrest.

A highway skidded into sight as he dove up a hill.

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Peter blankly watched the chase.

It had possibly been hours. Perhaps days.

They crashed through highways, cities, accessional police caravans attempting to defeat they're ability to keep chase.

They went through grassy paths.

Peter had no idea where they were, now.

It seemed to be several states below New York.

In fact, he realized they were all the way down to Georgia.

Great deserts surrounded them.

The Sandman was getting away, his form traveling across the ground, thinking it might hide him; while Carnivore was slowing down.

Constrictoro shot webs at the sand ahead of him, trying to stop him from getting away.

Then, as a last resort, he slowed down.

Carnivore caught up, thinking Constrictoro had given up.

But before Carnivore could attack, Constrictoro thrust the creature forward from behind.

Carnivore swerved and flew onto the midst of the Sandman.

The plan then worked better than Constrictoro had planed.

Instinctively, to shield itself, Carnivore stretched out it's tentacles around the Sandman, as he gathered around him.

But the sand began grouping, and collecting.

It was making him possible for catch.

Constrictoro caught up.

The Sandman punched Constrictoro.

Constrictoro slid across the dessert sand.

Carnivore followed as the dunes became uneven.

The Sandman was trying to barry them both alive.

Carnivore gripped Constrictoro as they both slid into the dessert.

But Contrictoro knew what could stop the Sandman now.

As Carnivore battled him, now under the ground, he gripped around Octavius's face, again.

He pulled at the Symbiote.

He had no need for _that_.

Carnivore screeched and wailed, but Constrictoro would not give in.

The monster stretched out it's tentacles, but Constrictoro gripped it's back, where the tentacles could be controlled.

He replaced the lost inhibitor chip with a crystal green one, and the tentacles obeyed his command.

They first tore off the Symbiote from each other, like ringing hands.

Then they crunched into the Symbiote's master, yanking the Symbiote from it's host.

The Symbiote let out one last wale.

He pulled off all Symbiote.

There were bloody gashes all over Octavius where the Symbiote had tried too hard to stay on.

He then, without any further hesitation, placed his hand onto Octavius's face.

"Sorry, Doctor," Said Constrictoro, "But you know this is for the good of mankind."

He then stabbed into Octavius's face, and the face soon turned dark green, followed with the rest of him.

Not caring to torture Octavius's any further, he took full possession of his mind, killing him.

Now, with the body of Otto Octavius, Constrictoro sprang out of the sand to give chase once more to the Sandman.

Peter and the Symbiote were left under the sand's surface.


	6. Travels of Peter Parker

Peter's eye lids fluttered open.

He was laying in his bed.

He looked up to see Mary Jane and Aunt May staring at him from the end of the room.

He now recognized the room, itself.

It was his old room.

The room he had grown up in.

His Aunt had apparently stripped it bare.

The blank white walls glimmered back at him, lying there.

"We figured you'd wake up soon." Said Aunt May.

"How- how long have I been asleep?" He asked.

"Possibly hours." Said Mary Jane, "Perhaps a few days."

He had merely been asleep.

Mary Jane _was_ alive. And so was May.

"Is... Constrictoro still out there."

"I imagine he is." Said Aunt May, "But you shouldn't go out and find him. You should stay here with us."

But Peter had already gotten up.

"You don't understand," He said, "I have to stop him. It's my duty."

He walked out of the room, not wanting to look back.

If he did, he may of been unable to leave.

As he walked down, he saw someone wrestling with the door. Someone else who had died in merely a dream.

Harry grinned back at Peter.

"Hey, Pete.", He said.

"Hey, buddy."

"I'm trying to get out of here. But the door seems to be jammed."

Harry's smile stayed, but he looked troubled.

"I think I may have made a big mistake just before I arrived. I need to fix whatever I may have done."

As Peter walked to the door, he saw someone else in another room.

Uncle Ben Parker.

He invited him over. Saying he wished to speak with him about something before Peter left.

Peter believed he heard him say 'All this time, we talked of greatness.', but Peter called back, 'I have to leave, I don't have anymore time.'

Harry was still fighting the doorknob, half talking to himself.

"I asked my dad to come here," Harry said, still half forcing a smile, "But he went somewhere else, he said he didn't deserve to be here."

Peter opened the door.

As it swung open, Peter left.

The door swung back, closing itself again on Harry.

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Constrictoro and the Sandman raced across rocky areas.

Constrictoro threw several large rocks with his tentacles, still racing, with his crystal form.

His stiff crystal coat would break apart every now and then to help him leap over some larger rocks.

The Sandman surrounded the largest rock and flung it at Constrictoro. Perhaps wishing to crush the tentacles.

Constrictoro had long thought of the exact time his brain was crystalized as the point he reached his mightiest.

No longer, the time, he planned for an army.

Or the times he conspired to create grander weapons.

He thrust the tentacles behind him. Allowing the rock to break through him, and be destroyed by his running fist.

But now, he seemed to be growing every minute, every second.

The time before being a different person.

Perhaps it would stay this way for a while.

At least until he gained the Sandman's form.

And left the already dead body of Octavius, to rot.

Or perhaps his greatest point, his true self, would arrive once he achieved his ultimate goal.

Some may think he was insane for wanting it, but look at how far he had already gone.

And this was _truly _only the beginning.

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Peter's eye lids separated after feeling strung together for so long.

He was in the dessert at night.

The sand moved and flickered levels as it swayed.

He had been dreaming.

Or something else.

Perhaps somewhere between the two.

Now, since Constrictoro had left him, emotion rushed back to him.

Mary Jane. Mary Jane.

He realized he was breathing through his mouth, even though it was closed.

The gashes that Peter had had before Constrictoro consumed him body and mind.

He then looked down to utter horror.

Constrictoro parting him had not been done cleanly.

Do to Constrictoro making his suit into one solid object, his suit was now his actual skin.

Blood drenched the costume.

He was as without detail as Constrictoro, himself.

He would soon be dead.

He didn't care.

He wanted... he didn't know what he wanted.

The next rising and lowering of sand brought something else to the dessert's surface.

Something black.

After rolling off the sand on itself, it sprawled itself.

Apparently, too, dying.

Peter stared at it, and understood.

The only way to fight darkness, was _with_ darkness.

Let Peter go down whichever road it took him.

Then, one day, when everything was over. Destroy it.

Perhaps, too, with himself if it came to that.

He had nothing else to live for.

If Constrictoro was destroyed, why did it madder if he destroyed everything about himself on the way.

Peter stretched out his hand, longing to feel the bliss of no emotion.

No emotion for a while.

"Save me." Was all he could whisper.

The Symbiote approached him.

As it was nearly at him, Peter hesitated, briefly.

And then, Peter touched the Symbiote.

A cousin of what had once taken him over.

It coded over him.

Plenty of itself to use.

The now blood red and dark blue colors vanished.

The web design was consumed.

All patterns over it's texture were flooded over and destroyed. Along with the symbol of the spider on both sides.

It went over Peter's face, even his eyes.

It formed a new mask.

Simply nothing but black. Nothing else but the two lenses the Spider-Man costume had.

Only they were brighter.

And, perhaps reading from Peter's mind how they had briefly been, it was still mimicking Constrictoro. It placed one of these lenses on the back of Peter's head.

He was given the sight the Symbiote had in this eye.

The waves of light flickered through his brain's vision.

Both lenses were turned horizontal on his head, both on exact opposite sides.

Both of Peter's eye could peer through the front one.

Now, fully ready, he stretched out the senses of the Symbiote.

The senses that had been the way the Symbiote had sought him out long ago.

The ability to sense life in amounts. Which was also the ability to sense great power.

The ability to find Constrictoro. And stop him before he became indestructible.


	7. Travels of Constrictoro

Peter raced through all of Georgia, without tiring.

He could smell he was getting closer to Constrictoro and his prey.

He went down through Florida, he could smell them getting closer.

Somewhere west.

He turned to where an island was.

While crossing it, he could see them.

And it seemed Constrictoro may be winning.

He raced through the trees, and attempted to swing onto one when he realized something.

His hands no longer had the ability to shoot webbing.

Constrictoro had taken it with him.

And the Symbiote couldn't mimic it, for this Symbiote had only been on him for a few hours.

It had never learned enough about it, just how it hadn't had time to mimic his emotion.

Completely beside himself, he placed his fingers onto a tree.

He could no longer climb it.

This, too, had been stripped from him.

Something rushed passed him.

It had been Constrictoro and the Sandman.

Peter was knocked out of his distraction and dashed out of the jungle.

He wanted to surprise Constrictoro.

Shock him, and maybe stop him in his tracks.

Show him he was alive because he made the mistake, again, of trying to destroy the Symbiote.

The Sandman had scraped across the beach before taking off, again.

Peter collided with Constrictoro.

Constrictoro hardly took notice, and only said: 'Peter Parker and the Symbiote, I should of known better than to leave you two alone together.', to the black shadow clinging to him as he ran.

Constrictoro shot webs over a boat.

Once the webbing had gripped around it, enough, he flung it upside down.

As it sunk, Constrictoro had long past it.

Glancing back, briefly, rolling one of his eyes backward; He pulled up the boat and it landed over the Sandman in front of him.

Constrictoro leaped and dived in, under the boat.

Mucky sand forged into the form of Flint Marco.

Constrictoro ran at him, hands ready to attack his face.

The Sandman hit Constrictoro, knocking him to the other side of the boat.

Constrictoro's tentacles picked up real sand, shells, pieces of the boat, and anything else around and threw them at his enemy.

As the two dueled, neither noticed the newcomer.

Peter crept through the shadows, Symbiote cloaking even his eyes, smelling for him.

He caught him and pulled Constrictoro backward.

The Symbiote moved, and Peter could see again.

With Constrictoro's brief distraction, the Sandman gave Peter a thankful look, and departed.

He apparently thought Peter was just trying to save him, unaware of what may happen if Constrictoro got a hold of hissubstance.

Constrictoro broke from the boat, and swung into the jungle.

Peter ran across the beach, jumping rocks, and dodging cliffs, following the green bler in the trees.

The Sandman could be seen traveling, on the ground, across the beach.

Constrictoro continued to swing through the trees, keeping an eye on Peter, the other on the Sandman.

Peter did the same to Constrictoro.

Mid-swing, Constrictoro pulled the tree he had from it's roots, and thrust it towards Peter.

Peter mirrored the attack with a cove of sharp rocks.

Leaping onto them with his hard Symbiote crust, and flinging them at the jungle traveler.

Constrictoro was nearing the Sandman, along with Peter, who was alined with Constrictoro.

Peter crossed into the jungle, and leaped onto Constrictoro as he was swinging from a high tree.

Constrictoro's wrist was attached to the web as Peter dueled with him in the air.

Constrictoro was still heading for his destination.

He would collide with the Sandman if they got any closer, and Constrictoro would succeed.

As Peter was trying to remove Constrictoro from the web, the Symbiote solved his problem, on it's own.

Peter's mask seemed to split, as a Symbiote mouth formed.

Crystal fangs appeared, sharper than they had been for Octavius.

He bit onto the webbing, and it tore.

They both hurtled downward.

By the time Constrictoro landed, the Sandman was out of site.

Furious, Constrictoro finally turned his attention to Peter.

"_Finally,"_, thought Peter, _"Bring it on. Let's see how strong you are, next to me, __now__!"_

Constrictoro face punched Peter.

Peter flipped onto a tree, and used the vine like webbing.

Spinning it down around Constrictoro's throat.

Constrictoro was hurtled down; backward.

Peter then ran to Constrictoro, unable to hold back attacking him, directly.

He jabbed at any part of Constrictoro he could reach.

He thrust Constrictoro's arm into the sand, with his foot, trying to break it..

Constrictoro shot webbing.

But Peter gripped the webbing with his hands and roped it around Constrictoro's right-hand. Strapping it down.

He pushed the hand further into the sand.

He seized a rock and wacked it across the crystal palm.

The rock broke apart from the force.

Constrictoro seized the back of Peter and flung him away.

Before Peter could attack, again, he covered Peter in webbing.

"Both of you, can suffocate in there," Said Constrictoro, "Like prey under the curled force of the snake."


	8. Travels of the Symbiote

These are the travels of the Symbiote.

You have lost three hosts in total. But now you have found your very first, again. You had two masters with little or no emotion. But now, you have encountered a being with so much emotion, it makes the heart you don't own ache. He is troubled, and looks to you to sooth him. You listen hard to what he's feeling right now, and what he does not want to feel. You feel like your suffocating. You are suffocating. You want to get out, to survive. Your master is feeling sick. He's lost the will to live. You wish to help him. You remind him of what he wants. It is all you can do. He listens. He understands. He obeys. He only asks for you to help him with what is hurting him. It is too strong for him to control. He keeps reminding himself the hurt and loss will vanish soon. You remove these emotions from him. It is what he wants. He is now a new, brave man. A braver man. You are both dying. You reach out your teeth and bite at the webs. You screech and spit as webbing gets in your throat. You tear yourself out. Your master nearly faints. You need extra energy.

The Symbiote looked around, looking like a black shadow in the dark jungle.

There was no sight of food.

The dark shadow grew bright eyes like something between a cyclops and a goblin.

It heard Peter say he would not take a human life for mere energy.

It searched, and to it's and it's master's glee, they found prey ahead.

A large, green snake.

Big enough to suffice.

Fourteen feet long, and thick.

The snake skittered up a tree trunk, as they approached.

They grew, through the Symbiote, claws for climbing.

They raced up the tree.

The snake was quicker as it slid across a tree limb.

They swung across a vine to the edge of the branch.

The snake halted, and raised itself for attack.

They gripped the snake, and lifted it up,

The snake snarled and squirmed.

They gripped tighter, and the snake was constricted.

They downed the creature and then sped off to find Constrictoro.

As they traveled down, out of North America; they found on a television, that Constrictoro was in the Amazon along with the Sandman.

As they traveled down there, they heard that Constrictoro had possibly been defeated. Because the Sandman had been seen un-pursued in Brazil.

They headed down, to Brazil.

For Constrictoro had probably only been slowed down, and would soon be back on the Sandman's trail.

These are the travels of the Symbiote, or all that is left of it.

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These are the travels of Octavius.

All that is you, is somewhere else. All that is left, if the tentacles were ever truly alined with you, is rejoicing in they're return to power. Constrictoro knows you can't harm him with pinchers. He let you take over them, again. As you race through the sea, underwater, you are responsible for moving any objects, or helping in anyway. As he looks up to see where the flying sand is going above the water. Both you and the person your attached to have no need to breath. This is the way it should be. The true meaning of your creation. You learn something new with Constrictoro, he helped you be made. Not Octavius. It was Octavius who didn't want you to have the ability to control those you were attached to. Octavius was the one who held you back. Now Octavius is dead, and you find yourself rejoicing still more about everything. You and your equal travel from the ocean, across the Carribean, and down into South America. You can communicate far easier to Constrictoro. From his power, he can separate who's who. You can ask him questions, and get answers in actual words. You have never felt so perfect. Like such a masterpiece. There is no defeating you and your new accomplice.

Constrictoro glided downward from the trees of the amazon.

The tentacles spiraled outward, into the middle of the waters.

They had followed the Sandman, and had been able to watch keep an eye on him, for they're accomplice.

They had watched, so Constrictoro would be able to focus on running.

Now, they were slightly ahead of the Sandman, who was traveling over the river.

Constrictoro had told them to prepare for attack as he leaped.

They went right through the Sandman, but they're design to stabilize even fusion pushed down, and collected sand particles.

The rest of Sandman followed where part of him was, not wanting to be weaker.

They fell into the river.

The rest of Sandman couldn't stop in time.

Both went underwater in the raging streams.

The Sandman spun this way and that.

They swam instead of Constrictoro, since they were far better at it.

Constrictoro didn't give up, looking at the Sandman, ahead.

They caught up to him.

Now looking more like Flint Marco, the Sandman fought and struggled.

He staggered to the edge of the river, gripping the ground.

Constrictoro shot a web over him and drug him back down.

All four tentacles surrounded the man underwater.

The man turned to mud, as he compacted.

Then, in a rush, Constrictoro set his hand into the core of this muck.

Constrictoro turned into the Sandman, releasing the body of Octavius, releasing the Silver Goblin's substance that gave him more power.

And releasing the tentacles that had trusted him so quickly.

He wanted to become completely what the Sandman was.

He did. And killed Flint Marco. He would never make the mistake of not killing someone right away, ever again.

There was no need for amusement. There was only a need to be Constricoro.

For one instant, he looked normal, as he fell down for the river's floor. But then, burst.

Since the sand was now crystalized; water, fire, explosion, anything was now no obstacle.

He looked like green, jewel sawdust, as he flew off. Completely invincible.

And the tentacles were left with a dead owner, and then died too, for they only got there power from the person they were attached to.

All bodies dropped down, to the floor of the Amazon River.

These are the travels of Octavius, or all that is left of him.

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These are the travels of Constrictoro.

You make your new plans, quick. You first fly further down, to Brazil, hoping Peter Parker will mistake you for the Sandman. After this, you stab into the ground, and travel under it all the way back to New York City. Underground, and then underwater, and then underground again. You are now in Manhattan because of something the tentacles had kept whispering. Something that they kept reminding you: _Triniam. Triniam. _You remember. Triniam was the element Otto had wanted you to sponsor, long ago. But you only helped, because you knew it could be used as a weapon. Attempting to cause a colossal destruction, you helped Otto calculate, years ago. You intentionally miscalculated. He remained sure, for years, that you had not fueled him. Even though he later stopped trusting you, he still trusted your intellect, and didn't realize why you might miss-calculate. Even though he saw bad in you, he really didn't know how far you went. But that was another plan failed, twice, by Peter Parker. Now, to do it, again. Only far, far, worse.

Constrictoro peered down at a man in the Osborn mansion.

He would kill him later, of course, but he needed him for now.

All windows burst as his crystal particles flew in.

He took his normal form for the new owner of the Osborn estate.

The man dropped his drink, in shock. Sending the glass shattering onto the floor.

The man asked him what he wanted.

He said he wanted half the world's triniam.

The man complained that it would cost all of the money even_ he _had.

He said that wouldn't be problem, because the man would be dead if he didn't do what he said, right now.

This time, Spider-Man would not interfere.

These are the travels of Constrictoro, or all that is left of him.

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These are the travels of Peter Parker.

As you reach Brazil, you here that both the Sandman and Constrictoro have vanished. As you see a fuzzy photo of what was sighted of the Sandman, you realize it is Constrictoro. You wonder why Constrictoro has disappeared. And you wonder why he would travel to Brazil for his first attack with such great power. You then realize that it was a red herring. That Constrictoro wished to distract you. And that must mean, he was heading to one place alone. New York City. You are far away. You don't know how you'll get there in time. You have the Symbiote, with great difficulty, remove itself from your head. You go to a city. You ask for a plane. Since everyone now knows who you are, they obey. Your leaving on a jet plane, because you worry even great speed may not be fast, enough.

Peter raced out from the plane.

They had landed a little while from New York.

Peter ran off.

His speed increased from the Symbiote.

He leaped into the river, and swam for miles.

He, at last, reached his destination.

Manhattan, New York City.

He plunged from the waters, onto Liberty Island.

He looked up, and saw something too shocking to believe.

He climbed up the statue, to get a better look.

To see if it had really happened.

There, was giant ball of red and blue light.

It was only seeable, because, New York City was not blocking it.

Metal frames swerved at the giant sun.

Constrictoro had taken everything from Peter.

All he cared about.

Himself. Who he knew. And, now, his city.

He had only one reason to be alive, now. Only one purpose.

Kill Constrictoro. Kill Constrictoro. Kill Constrictoro.

These are the travels of Peter Parker, or all that is left of him.

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**Author's Notes: The 5****th**** installment of the "Constrictoro" series will be titled: "Poison". Thank you for reading.**


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